Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-31371 Oshkosh Corporation (Exact name of registrant as specified in its charter) Wisconsin 39-0520270 (State or other jurisdiction of incorporation or organi ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Wisconsin 39-0520270 (State or other jurisdiction of incorporation or organization) 1917 Four Wheel Drive Oshkosh, Wisconsin 54902 (Address of principal executive offices) (Zip Code) For the quarterly period ended March 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ...

Part I [Business](index=6&type=section&id=ITEM%201.%20BUSINESS) Oshkosh Corporation manufactures access equipment, specialty vehicles, and truck bodies, with Access Equipment and Defense as key segments and a focus on innovation Fiscal 2021 Net Sales by Segment | Segment | Percentage of Net Sales | | :--- | :--- | | Access Equipment | 40% | | Defense | 32% | | Fire & Emergency | 16% | | Commercial | 12% | - The company's business strategy, summarized as "**Innovate. Serve. Advance.**", focuses on integrating advanced technologies like electrification and autonomy, expanding aftermarket services, and growing into new markets and geographies[37](index=37&type=chunk)[38](index=38&type=chunk)[39](index=39&type=chunk) - In February 2021, Oshkosh Defense was awarded a significant contract by the U.S. Postal Service (USPS) to produce the **Next Generation Delivery Vehicle (NGDV)** over a 10-year period[25](index=25&type=chunk)[53](index=53&type=chunk) - The company announced a change in its fiscal year end from September 30 to December 31, effective after a transition quarter ending December 31, 2021[29](index=29&type=chunk) [Products](index=8&type=section&id=Products) Oshkosh offers a diverse product portfolio across its four segments, including aerial work platforms, tactical vehicles, fire apparatus, and refuse collection vehicles - The Defense segment's JLTV program contract was authorized to increase its vehicle ceiling from 16,901 to **23,163 vehicles** in fiscal 2021[48](index=48&type=chunk) - The USPS awarded Oshkosh Defense an IDIQ contract for **50,000 to 165,000 Next Generation Delivery Vehicles (NGDV)** over ten years, with an initial **$482 million** for design finalization and factory build-out[53](index=53&type=chunk) - In June 2021, the U.S. Army awarded Oshkosh Defense a six-year contract worth up to **$943 million** to integrate a Medium Caliber Weapons System onto Stryker vehicles, marking an entry into the combat vehicles market[54](index=54&type=chunk) - The company introduced the **Volterra platform of electric vehicles** in the Fire & Emergency segment and the **DaVinci all-electric scissor lift** in the Access Equipment segment, highlighting its focus on electrification[87](index=87&type=chunk) [Competition](index=14&type=section&id=Competition) Oshkosh faces competition from large and specialized manufacturers across all segments, leveraging product quality, innovation, and tailored distribution as competitive advantages - In the Defense segment, competition is primarily through a competitive bid process, with the U.S. Army intending to recompete the **JLTV production contract**, with an award expected in the second half of calendar 2022[93](index=93&type=chunk)[145](index=145&type=chunk) - The U.S. government has become more aggressive in seeking design rights to facilitate competition, which was an evaluation factor in the JLTV and FMTV A2 contract competitions[94](index=94&type=chunk) [Human Capital Management](index=19&type=section&id=Human%20Capital%20Management) Oshkosh employed approximately **15,000 people** as of September 30, 2021, focusing on a 'People First' culture, employee engagement, and diversity - The company employed approximately **15,000 people** as of September 30, 2021, with around **1,800 production employees** represented by the UAW[120](index=120&type=chunk)[121](index=121&type=chunk) - The company has a goal that **50% of full-time U.S. non-production hires be diverse**; in fiscal 2021, **48%** of such hires were diverse[131](index=131&type=chunk) [Risk Factors](index=20&type=section&id=ITEM%201A.%20RISK%20FACTORS) The company faces key risks including supply chain disruptions, raw material price volatility, dependence on U.S. government contracts, and market cyclicality - The rapid increase in demand post-COVID-19 has caused significant stress on global supply chains, resulting in parts shortages, adversely impacting Access Equipment sales by approximately **$100 million** in Q4 fiscal 2021[138](index=138&type=chunk)[139](index=139&type=chunk) - The company is exposed to raw material price volatility, noting that U.S. hot rolled steel prices more than **tripled** between September 2020 and September 2021[141](index=141&type=chunk) - The U.S. Army intends to recompete the **JLTV production contract**, with an award expected in the second half of calendar 2022, with no assurance Oshkosh will win[145](index=145&type=chunk) - The USPS's obligation to order the minimum quantity of **50,000 NGDV units** is contingent upon the satisfactory completion of the National Environmental Policy Act (NEPA) process[152](index=152&type=chunk) [Properties](index=31&type=section&id=ITEM%202.%20PROPERTIES) As of September 30, 2021, Oshkosh Corporation operated **28 manufacturing facilities** globally, which are well-maintained and adequate for current and increased production needs Manufacturing Facilities by Segment | Segment | Number of Facilities | | :--- | :--- | | Access Equipment | 11 | | Defense | 3 | | Fire & Emergency | 6 | | Commercial | 4 | | **Total** | **28** | [Legal Proceedings](index=31&type=section&id=ITEM%203.%20LEGAL%20PROCEEDINGS) The company is subject to various legal proceedings and claims, with estimated net liabilities for product and general liability claims totaling **$49.5 million** as of September 30, 2021 - The estimated net liabilities for product and general liability claims totaled **$49.5 million** at September 30, 2021[187](index=187&type=chunk) [Information About Our Executive Officers](index=33&type=section&id=INFORMATION%20ABOUT%20OUR%20EXECUTIVE%20OFFICERS) This section provides professional background and titles for the company's executive officers as of November 16, 2021, including the CEO and CFO Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=35&type=section&id=ITEM%205.%20MARKET%20FOR%20REGISTRANT%27S%20COMMON%20EQUITY%2C%20RELATED%20STOCKHOLDER%20MATTERS%20AND%20ISSUER%20PURCHASES%20OF%20EQUITY%20SECURITIES) The company's common stock trades on the NYSE (OSK), with details on Q4 fiscal 2021 repurchases and remaining shares available under the May 2019 authorization Common Stock Repurchases (Q4 Fiscal 2021) | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | July 1 - July 31 | 261,689 | $120.39 | | August 1 - August 31 | 286,164 | $116.25 | | September 1 - September 30 | 272,943 | $109.93 | | **Total** | **820,796** | | - As of September 30, 2021, **6,531,394 shares** remained available for repurchase under the company's **10,000,000 share authorization** from May 2019[205](index=205&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=37&type=section&id=ITEM%207.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Fiscal 2021 consolidated net sales increased to **$7.74 billion** and operating income to **$544.7 million**, driven by segment growth and strategic acquisitions despite supply chain challenges [Results of Operations – Fiscal 2021 vs. Fiscal 2020](index=39&type=section&id=RESULTS%20OF%20OPERATIONS%20%E2%80%93%20FISCAL%202021%20COMPARED%20WITH%20FISCAL%202020) Fiscal 2021 consolidated net sales increased **12.8% to $7.74 billion**, with operating income up **11.5% to $544.7 million**, while the effective tax rate significantly decreased to **5.1%** Consolidated Results (Fiscal Year Ended Sep 30, in millions) | Metric | 2021 | 2020 | % Change | | :--- | :--- | :--- | :--- | | Net Sales | $7,737.3 | $6,856.8 | 12.8% | | Gross Income | $1,220.8 | $1,120.3 | 9.0% | | Operating Income | $544.7 | $488.7 | 11.5% | | Operating Margin | 7.0% | 7.1% | -0.1 p.p. | Segment Operating Income (Fiscal Year Ended Sep 30, in millions) | Segment | 2021 | 2020 | % Change | | :--- | :--- | :--- | :--- | | Access Equipment | $249.1 | $198.6 | 25.4% | | Defense | $197.8 | $188.1 | 5.2% | | Fire & Emergency | $174.2 | $146.5 | 18.9% | | Commercial | $71.0 | $81.2 | -12.6% | - The effective tax rate for fiscal 2021 was **5.1%**, a significant decrease from **25.7%** in fiscal 2020, primarily due to a **$75.3 million** benefit from carrying back a net operating loss and an **$11.7 million** benefit from releasing a valuation allowance[236](index=236&type=chunk)[238](index=238&type=chunk) [Liquidity and Capital Resources](index=43&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) The company maintains strong liquidity with **$1.38 billion** in cash and **$1.22 billion** generated from operating activities in fiscal 2021, anticipating **$275 million** in capital expenditures for the NGDV plant Capitalization (as of Sep 30, in millions) | Metric | 2021 | 2020 | | :--- | :--- | :--- | | Cash and cash equivalents | $1,375.8 | $582.9 | | Total debt | $818.8 | $823.1 | | Total shareholders' equity | $3,247.8 | $2,850.7 | | Debt to total capitalization | 20.1% | 22.4% | - Net cash provided by operating activities increased significantly to **$1.22 billion** in fiscal 2021, compared to **$327.3 million** in fiscal 2020, due to improved results and favorable changes in working capital[257](index=257&type=chunk) - The company anticipates capital expenditures of **$275 million** over the twelve months ending September 30, 2022, reflecting the setup of the NGDV manufacturing plant in Spartanburg, SC[258](index=258&type=chunk) [Customers and Backlog](index=49&type=section&id=CUSTOMERS%20AND%20BACKLOG) The company's total backlog increased **76.4% to $8.08 billion** at fiscal year-end 2021, driven by significant growth across all segments, including the USPS NGDV order Backlog by Segment (as of Sep 30, in billions) | Segment | 2021 Backlog | 2020 Backlog | % Change | | :--- | :--- | :--- | :--- | | Access Equipment | $2.76 | $0.37 | 652.1% | | Defense | $3.36 | $2.84 | 18.3% | | Fire & Emergency | $1.39 | $1.09 | 27.6% | | Commercial | $0.57 | $0.28 | 101.1% | | **Total** | **$8.08** | **$4.58** | **76.4%** | - Sales to the U.S. government accounted for approximately **33%** of the company's net sales in fiscal 2021[291](index=291&type=chunk) [Financial Statements](index=52&type=section&id=ITEM%208.%20FINANCIAL%20STATEMENTS) This section presents the company's audited consolidated financial statements for fiscal year 2021, including income, balance sheets, and cash flows, with an unqualified auditor's opinion [Consolidated Statements of Income](index=55&type=section&id=Consolidated%20Statements%20of%20Income) The Consolidated Statement of Income details fiscal 2021 net sales of **$7.74 billion**, operating income of **$544.7 million**, and net income of **$472.7 million**, a significant increase from fiscal 2020 Key Financial Performance (Fiscal Year Ended Sep 30, in millions, except per share) | Metric | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Net sales | $7,737.3 | $6,856.8 | $8,382.0 | | Operating income | $544.7 | $488.7 | $797.0 | | Net income | $472.7 | $324.5 | $579.4 | | Diluted EPS | $6.83 | $4.72 | $8.21 | [Consolidated Balance Sheets](index=57&type=section&id=Consolidated%20Balance%20Sheets) The Consolidated Balance Sheet shows total assets grew to **$6.89 billion** in 2021, driven by a significant increase in cash to **$1.38 billion**, with total shareholders' equity reaching **$3.25 billion** Key Balance Sheet Items (as of Sep 30, in millions) | Metric | 2021 | 2020 | | :--- | :--- | :--- | | Cash and cash equivalents | $1,375.8 | $582.9 | | Total current assets | $4,417.9 | $3,535.8 | | Total assets | $6,891.6 | $5,815.9 | | Total current liabilities | $2,151.7 | $1,585.1 | | Long-term debt | $818.8 | $817.9 | | Total shareholders' equity | $3,247.8 | $2,850.7 | [Consolidated Statements of Cash Flows](index=59&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Cash provided by operating activities significantly increased to **$1.22 billion** in fiscal 2021, with investing activities using **$245.6 million** and financing activities using **$180.4 million** Cash Flow Summary (Fiscal Year Ended Sep 30, in millions) | Metric | 2021 | 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $1,221.6 | $327.3 | | Net cash used by investing activities | ($245.6) | ($77.6) | | Net cash used by financing activities | ($180.4) | ($115.5) | | Increase in cash and cash equivalents | $792.9 | $134.5 | [Note 24. Business Segment Information](index=100&type=section&id=Note%2024.%20Business%20Segment%20Information) This note provides detailed financial information for the company's four segments, including net sales, operating income, and assets, with DoD sales accounting for **95%** of Defense segment sales External Net Sales by Segment (FY 2021, in millions) | Segment | Net Sales (in millions) | | :--- | :--- | | Access Equipment | $3,067.3 | | Defense | $2,524.1 | | Fire & Emergency | $1,211.6 | | Commercial | $933.6 | | Corporate & Eliminations | $0.7 | | **Consolidated Total** | **$7,737.3** | Operating Income by Segment (FY 2021, in millions) | Segment | Operating Income (in millions) | | :--- | :--- | | Access Equipment | $249.1 | | Defense | $197.8 | | Fire & Emergency | $174.2 | | Commercial | $71.0 | | Corporate | ($147.4) | | **Consolidated Total** | **$544.7** | [Controls and Procedures](index=105&type=section&id=ITEM%209A.%20CONTROLS%20AND%20PROCEDURES) Management concluded the company's disclosure controls and internal control over financial reporting were effective as of September 30, 2021, with an unqualified auditor's opinion - Management concluded that the company's disclosure controls and procedures, as well as its internal control over financial reporting, were **effective** as of September 30, 2021[547](index=547&type=chunk)[549](index=549&type=chunk) - Deloitte & Touche LLP issued an **unqualified attestation report** on the effectiveness of the company's internal control over financial reporting[551](index=551&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=107&type=section&id=ITEM%2010.%20DIRECTORS%2C%20EXECUTIVE%20OFFICERS%20AND%20CORPORATE%20GOVERNANCE) This section incorporates by reference information from the 2022 proxy statement regarding director elections, audit committee, Section 16(a) reports, and the company's Code of Ethics - Required information for this item is incorporated by reference from the company's definitive proxy statement for the 2022 annual meeting of shareholders[557](index=557&type=chunk) [Executive Compensation](index=107&type=section&id=ITEM%2011.%20EXECUTIVE%20COMPENSATION) This section incorporates by reference executive and director compensation information from the company's definitive proxy statement for the 2022 annual meeting of shareholders - Required information for this item is incorporated by reference from the company's definitive proxy statement for the 2022 annual meeting of shareholders[560](index=560&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=108&type=section&id=ITEM%2012.%20SECURITY%20OWNERSHIP%20OF%20CERTAIN%20BENEFICIAL%20OWNERS%20AND%20MANAGEMENT%20AND%20RELATED%20STOCKHOLDER%20MATTERS) This section incorporates by reference stock ownership information from the 2022 proxy statement and details the company's equity compensation plans as of September 30, 2021 Equity Compensation Plan Information (as of Sep 30, 2021) | Plan Category | Securities to be Issued Upon Exercise/Vesting | Weighted-Average Exercise Price | Securities Remaining Available for Future Issuance | | :--- | :--- | :--- | :--- | | Equity compensation plans approved by security holders | 1,115,679 | $77.96 | 3,310,992 | [Certain Relationships and Related Transactions, and Director Independence](index=108&type=section&id=ITEM%2013.%20CERTAIN%20RELATIONSHIPS%20AND%20RELATED%20TRANSACTIONS%20AND%20DIRECTOR%20INDEPENDENCE) This section incorporates by reference information from the 2022 proxy statement regarding director independence, committee composition, and related person transaction policies - Required information for this item is incorporated by reference from the company's definitive proxy statement for the 2022 annual meeting of shareholders[565](index=565&type=chunk) [Principal Accountant Fees and Services](index=108&type=section&id=ITEM%2014.%20PRINCIPAL%20ACCOUNTANT%20FEES%20AND%20SERVICES) This section incorporates by reference information from the 2022 proxy statement regarding fees paid to the principal accountant for audit and non-audit services - Required information for this item is incorporated by reference from the company's definitive proxy statement for the 2022 annual meeting of shareholders[566](index=566&type=chunk) Part IV [Exhibits and Financial Statement Schedules](index=109&type=section&id=ITEM%2015.%20EXHIBITS%20AND%20FINANCIAL%20STATEMENT%20SCHEDULES) This section lists financial statements, schedules, and exhibits filed as part of the Annual Report on Form 10-K, including a detailed Exhibit Index of all filed documents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 (Address of principal executive offices) (Zip Code) or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-31371 Oshkosh Corporation (Exact name of registrant as specified in its charter) Wisconsin 39-0520270 (St ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or Commission file number: 1-31371 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Oshkosh Corporation (Exact name of registrant as specified in its charter) Wisconsin 39-0520270 (State or other jurisdiction of incorporation or organ ...